Metis Capital Ltd. / Miscellaneous
02.06.2008
Release of a Adhoc News, transmitted by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Tel Aviv/ Israel June 02, 2008 Metis Capital Ltd. (Prime Standard: EIC;
TASE: MTSC) hereby announces the following:
1. In the Company's immediate report of the 4th of February 2008, Metis
Capital Ltd. announced that Mr. Gad Ze'evi and Mirage Israel Development
Ltd., a company under Ze'evi's control, had approached Mr. Amnon Barzilai,
controlling owner of Metis Capital Ltd., with various claims from which it
could be understood that the association between Barzilai and Shimon (Moni)
Harel, as stated in the immediate report of the 10th of January 2008,
allegedly constitutes a breach of the provisions of the agreement between
Barzilai and between Ze'evi and Mirage Development of the 27th of February
2007, and therefore, they are interested in the appointment of an
arbitrator to arbitrate the differences of opinion.
2. On the 1st of June 2008, Metis Capital Ltd. received a Statement of
Claim filed before the arbitrator, according to which Ze'evi and Mirage
Development are suing Barzilai and the Company for enforcement of the
agreement, the disclosure of documents, and financial compensation totaling
NIS 192.1 million.
In accordance with the Statement of Claim, Ze'evi and Mirage Development
repeat the claims that the association between Barzilai and Mr. Shimon
(Moni) Harel constitutes a breach of the provisions of the agreement
between Barzilai and Ze'evi and Mirage development of the 27th of February
2007. Furthermore, Mirage and Ze'evi claim that the Defendants caused the
thwarting of the capital raising proceedings at Japan Auto Holdings Ltd., a
subsidiary company (50%) of the Company, totaling some NIS 150 million, a
significant part of which was intended to pay off ownership loans that the
Plaintiffs made available to Japan Auto Holdings, totaling some NIS 47
million, and which would have brought additional significant growth in the
value of the Plaintiff's holdings in Japan Auto Holdings.
3. Barzilai and the Company gave the Statement of Claim to their legal
counsel representing them in these arbitration proceedings to handle.
4. In the Company's estimation, there is no substance to the claims raised
against it in the Statement of Claim and it will relate to it in the
framework of the arbitration proceedings.
5. In its immediate reports dated May 15 2008, Metis Capital Ltd. announced
that a business dispute existed between the Company's controlling parties,
Amnon Barzilai and Shimon (Moni) Harel, who control the Company indirectly
through a private company known as Ofakim Capital Ltd.
6. On June 1 2008, Barzilai informed Metis Capital Ltd. of the liquidation
application submitted to the Tel-Aviv-Yafo District Court, according to
which Harel and S. Harmon Holdings and Assets Ltd., a private company
controlled by Harel holding a portion of Ofakim's shares (98 out of 198
shares), intend to order the liquidation of Ofakim, based on the claim that
Ofakim failed to uphold its obligation to repay a loan granted by Harel and
that it is insolvent, as well as from reasons of justice and honesty and
due to the loss of trust between Barzilai and Harel.
7. Alternatively, a request was submitted to the Tel-Aviv-Yafo district
court by Harel and S. Harmon to order an elicitation between Ofakim's
controlling parties, in which the entirety of Ofakim's shares will be sold
to the highest bidder.
8. Concurrent with the liquidation application, Harel and S. Harmon have
presented the Tel-Aviv-Yafo District Court with a request for a temporary
restraining order instructing Barzilai and SMS (Schiffer Marketing
Services) Investments Ltd., a private company controlled by Barzilai
holding 100 of Ofakim's shares, to refrain from selling any of the
Company's shares, encumbering them or disposing of them in any other
irreversible manner, as well as making any changes in Ofakim's procurators.
In addition, the Court was asked to rule that any disposition and/or change
in the Companys shares occurring after the application was submitted and
until a decision was reached on the subject be declared void and legally
invalid.
9. Barzilai believes that Harel's claims are baseless, and he will respond
to the Court's request via legal counsel.
Contact:
Metis Capital Ltd.
Yaakov Dovrat, CFO
Phone: +972-3-537 3000
E-mail: yaakov@metis-capital.com
Janina Wismar
Investor Relations
Phone: +49-40-60918650
E-mail: janina.wismar@kirchhoff.de
DGAP 02.06.2008
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Language: English
Issuer: Metis Capital Ltd.
30 Hamasger Street
61090 Tel-Aviv
Israel
Phone: +972 (03) 537-3000
Fax: +972 (03) 537-4000
E-mail: investor@metis-capital.com
Internet: www.metis-capital.com
ISIN: IL0003570129
WKN: 936734
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Stuttgart, München, Hamburg, Düsseldorf
End of News DGAP News-Service
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DGAP-Adhoc: Metis Capital Ltd.: Metis receives Statement of Claim from Mirage and Liquidation Application for Ofakim by Moni Harel
| Source: EQS Group AG